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INFORMATION PACKAGE RE:
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED
IN RECEIVERSHIP
BDO CANADA LIMITED
COURT APPOINTED RECEIVER
APRIL 2015
BDO Canada Limited
Suite 620, 1718 Argyle Street
Halifax, Nova Scotia, B3J 3N6
Telephone: (902) 425-3100
Fax: (902) 425-3777
[email protected]
www.bdo.ca
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED
IN RECEIVERSHIP
INDEX OF INFORMATION PACKAGE
APRIL 2015
1.
NOTICE TO READER
2.
RECEIVER'S COMMENTS
3.
ADVERTISEMENT FOR INVITATION FOR OFFERS TO PURCHASE THE
ASSETS OF MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
4.
TERMS AND CONDITIONS
5.
FORM OF OFFER
6.
DETAILS OF ASSETS FOR SALE:
Parcel 1
•
Real Property, including an established marble quarry, any buildings and
structures thereon, containing a marble deposit of 23.2 million tonnes with
further marble reserves estimated at 58.8 million tonnes, and merchantable
forestry resources estimated at 11,700 tonnes, located in River Denys,
Nova Scotia with PID #’s 50273549, 50299544, 50135599, 50309566,
50309558, 50135581, 50277532, 50135607, and 50135573.
•
Receiver’s interest, if any, in any licenses, intellectual property and any
other intangible property
Parcel 2
•
Inventory of quarried marble located above ground at 645 Macleod Road,
River Denys, Nova Scotia.
•
Marble dolphin statue.
•
Inventory of quarried marble located above ground at Giani Trading
Company, Carrara, Italy
Parcel 3
•
Equipment and Machinery
Parcel 4
•
Real Property, including any buildings and structures thereon, located at
1454 Southside River Denys Road, River Denys, Nova Scotia with PID #
50119502.
Parcel 5
•
Parcels 1 to 4 Inclusive. En Bloc.
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED
IN RECEIVERSHIP
1.
NOTICE TO READER
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
2.
RECEIVER'S COMMENTS
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
3.
ADVERTISEMENT FOR INVITATION FOR OFFERS TO PURCHASE THE
ASSETS OF MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
INVITATION FOR OFFERS FOR THE PURCHASE OF
THE RECEIVER’S INTEREST IN THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
Offers are invited for the purchase of the Receiver's interest in the assets of MacLeod
Resources Limited (“MRL”). Offers for the assets must be submitted in a closed tender
process to the Halifax office of BDO Canada Limited, Court Appointed Receiver of MRL, at
Suite 620, 1718 Argyle Street, Halifax, Nova Scotia, B3J 3N6, no later than 12:00 p.m.,
ADT, Friday, June 26, 2015.
The highest or any offer shall not necessarily be accepted. The sale process will be managed
in accordance with the terms and conditions set out herein. The Receiver reserves the right to
terminate or alter the sale process at any time without compensation to any party.
ASSETS FOR SALE
Parcel 1
•
Real Property, including any buildings and structures thereon, an established marble
quarry, an in-ground marble deposit of 23.2 million tonnes with further marble
reserves estimated at 58.8 million tonnes, and merchantable forestry resources
estimated at 11,700 tonnes, located in River Denys, Nova Scotia with PID #’s
50273549, 50299544, 50135599, 50309566, 50309558, 50135581, 50277532,
50135607, and 50135573.
•
Receiver’s interest, if any, in any licenses, intellectual property and any other
intangible property
Parcel 2
•
Equipment and Machinery
Parcel 3
•
Inventory of quarried marble located above ground at 645 Macleod Road, River
Denys, Nova Scotia.
•
Marble dolphin statue.
•
Inventory of quarried marble located above ground at Giani Trading Company,
Carrara, Italy.
Parcel 4
•
Real Property, including any buildings and structures thereon, located at 1454
Southside River Denys Road, River Denys, Nova Scotia with PID # 50119502.
Parcel 5
•
Parcels 1 to 4 Inclusive. En Bloc
TERMS AND CONDITIONS
The highest or any offer shall not necessarily be accepted. The sale is subject to the
mandatory Terms and Conditions as set out by the Receiver and shall be approved by the
Supreme Court of Nova Scotia. A fifteen percent (15%) deposit by way of certified funds,
bank draft, or bank transfer, must accompany any offer submitted for each of Parcels.
INSPECTION OF ASSETS
Those parties wishing to submit an offer may make an appointment to view the assets or
obtain any additional information, including the mandatory list of Terms and Conditions, by
contacting Mark Rosen, LLB, FCIRP, or Jason Breeze, CIRP at (902) 425-3100 or at [email protected]. Interested parties can also obtain the Information Package and terms and
conditions by visiting the Receiver’s website at http://extranets.bdo.ca/mrl/
BDO CANADA LIMITED
Court Appointed Receiver of MacLeod Resources
Limited
Suite 620, 1718 Argyle Street
Halifax, Nova Scotia B3J 3N6
Telephone (902) 425-3100 Fax (902) 425-3777
Email [email protected]
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
4.
TERMS AND CONDITIONS
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
TERMS AND CONDITIONS
1.
The vendor of the assets described in the material attached hereto which is the subject matter
of this invitation for offers is BDO Canada Limited in its capacity as Court Appointed
Receiver ("Receiver") of the assets (“Assets”) of MacLeod Resources Limited (“MRL”).
The Assets subject to this sale generally consist of:
Parcel 1
•
Real Property, including any buildings and structures thereon, containing an
established marble quarry, a marble deposit of 23.2 million tonnes with further
marble reserves estimated at 58.8 million tonnes, located in River Denys, Nova
Scotia with PID #’s 50273549, 50299544, 50135599, 50309566, 50309558,
50135581, 50277532, 50135607, and 50135573.
•
Receiver’s interest, if any, in any licenses, intellectual property and any other
intangible property
Parcel 2
•
Equipment and Machinery
Parcel 3
•
Inventory of quarried marble located above ground at 645 Macleod Road, River
Denys, Nova Scotia.
•
Marble dolphin statue.
•
Inventory of quarried marble located above ground at Giani Trading Company,
Carrara, Italy.
Parcel 4
•
Real Property, including any buildings and structures thereon, located at 1454
Southside River Denys Road, River Denys, Nova Scotia with PID # 50119502.
Parcel 5
•
Parcels 1 to 4 Inclusive. En Bloc
2.
Each offer must be marked “CONFIDENTIAL” and addressed to:
BDO Canada Limited
Court Appointed Receiver of MacLeod Resources Limited
Suite 620, 1718 Argyle Street
Halifax, Nova Scotia B3J 3N6
Attention: Mr. Mark S. Rosen, LLB, FCIRP
All offers must be submitted in the form attached in Part 5 “Form of Offer”, fully
completed, by no later than 12:00 p.m., ADT, Friday, June 26, 2015, (the “Offer
Deadline”). All offers must be submitted in a sealed envelope marked “DO NOT OPEN.
OFFER TO PURCHASE – MACLEOD RESOURCES LIMITED”. At the Offer
Deadline, the offers will be opened in private by the Receiver and such other persons as the
Receiver may designate. The information contained in the offers shall not be confidential
after they are opened and may be revealed by the Receiver, at its discretion, to any person,
including, without limitation, senior secured creditors.
3.
All offers must be expressed in Canadian dollars and accompanied by a certified
cheque, bank draft or solicitor’s trust cheque payable to BDO Canada Limited, in
Trust (in Canadian dollars), for fifteen percent (15%) of the offered purchase price.
Offer deposits may also be submitted by bank transfer provided the funds are received prior
to the time of the closing of the offer. Bank transfer information may be obtained from the
office of the Receiver. If the offer is accepted and approved by the Supreme Court of Nova
Scotia, then this payment will be deemed to be a cash deposit and any interest thereon shall
be to the credit of the Receiver and such interest is in addition to and does not form part of
the purchase price. The successful offeror (who shall become the Purchaser) shall pay the
balance of the purchase price to the Receiver at the closing. Any deposit will be forfeited as
liquidated damages by the offeror to the Receiver if the offer is withdrawn at any time
before notification of acceptance of the successful offer has been given. Deposits, excluding
interest, shall be returned to each person whose offer is not accepted. The deposit of any
successful offeror shall be forfeited to the Receiver as liquidated damages if the sale is not
completed by the successful offeror by reason of his default.
4.
The highest or any offer shall not necessarily be accepted. Any offer accepted by the
Receiver and the contemplated resulting sale shall be subject to approval by the Supreme
Court of Nova Scotia.
5.
Deposit funds accompanying unsuccessful offers will be returned no later than fifteen (15)
business days from the date of the final day for receipt of offers, by hand or by registered
mail, addressed to the offeror at the address stated on the form submitted. Any interest
earned on the deposit funds of either successful or unsuccessful offerors shall be to the
credit of the Receiver.
In consideration of the Receiver making available the Terms and Conditions and/or in
consideration of receiving and considering any offer submitted, each prospective purchaser
agrees that its offer is irrevocable and cannot be retracted, withdrawn, varied or
countermanded prior to acceptance or rejection thereof.
6.
All Assets will be sold on an "as is, where is" basis with the presumption that the offeror has
inspected the assets described. No representation, warranty or condition is expressed or
shall be implied as to title, description, fitness for purpose of intended use, quantity,
condition or quality thereof in respect of any other matter or thing whatsoever, and each
offeror shall be deemed to have relied entirely upon his inspection and investigation.
Without limiting the generality of the foregoing, the assets are specifically offered as they
will exist on the closing date. If, on or before closing, it is found that there are
encumbrances or charges against any of the property being offered for sale which the offeror
has not agreed to assume in addition to, or as part of, his purchase price, the Receiver may
rescind the agreement to sell the assets in question and the offeror shall be entitled to the
return of his deposit without interest and without any other compensation of any kind or
nature whatsoever for any loss, damages or other costs. If the Receiver does not rescind, it
shall have until closing to remove any such encumbrances or charges, failing which the
Purchaser may terminate the agreement and shall be entitled to a refund of its deposit. The
Purchaser shall have no other rights or remedies against the Receiver.
7.
The obligation of the Receiver to sell and the offeror to purchase the Assets shall terminate
in the event that prior to the closing date of the sale, such assets are substantially destroyed
by fire, flood, the elements, government action, civil commotion, or any other external cause
beyond the control of the Receiver, unless it is agreed between the parties that the Receiver
repair the property and complete the sale or assign any insurance proceeds to the Purchaser
and complete the sale.
8.
The Receiver, at its sole discretion, reserves the right to withdraw any or all of the Assets
from the Invitation for Offers prior to the date set for the closing of the receipt of offers and
further reserves the right to cancel the invitation for offers at any time or alter, add, or waive
the terms and conditions, in whole or in part, as it deems appropriate and any Purchaser shall
be bound by such waiver.
9.
The Receiver may refuse to accept any offer received from a potential Purchaser. Offers
received by the Receiver that do not strictly comply with the Terms and Conditions or
which contain proposals to vary, amend or supplement the Terms and Conditions of
Sale may, in the absolute discretion of the Receiver, be rejected. Before accepting an
offer the Receiver may, in its sole discretion, negotiate with any potential Purchaser for
changes to that person’s offer. Further, in the event that any of the offers are substantially
similar, the Receiver may in its sole discretion call upon those prospective purchasers to
submit further offers. In the event that no offer is accepted for one or more of the Assets or
Parcels or part thereof, the Receiver may negotiate for the sale of any or all of the Assets
with any person, including any person who has previously submitted an offer for any of the
Assets. Notwithstanding the foregoing, the Receiver shall not be obligated to negotiate with
any potential Purchaser or to give any potential Purchaser an opportunity to resubmit an
offer, whether or not the Receiver negotiates with any potential Purchaser. Upon receipt by
the Receiver of an offer, the potential Purchaser submitting the offer shall not be entitled to
retract, withdraw, revoke, vary or countermand the offer and such offer shall be irrevocable
prior to acceptance or rejection thereof by the Receiver.
10.
The Advertisement of the Invitation for Offers, the Offer, the Acceptance by the Receiver,
and these Terms and Conditions of Sale, which shall be deemed to form part of such offer,
shall constitute a binding “Agreement of Purchase and Sale” and time shall be of the essence
of such agreement. There are no other terms or conditions of sale and there are no verbal or
written collateral agreements.
11.
The offeror whose offer is accepted (now becoming the “Purchaser”) acknowledges that the
Receiver has no personal or corporate liability under these Terms and Conditions of Sale or
any Agreement of Purchase and Sale. The Agreement of Purchase and Sale shall be
terminated, at the option of the Receiver without any penalty or liability whatsoever to the
Receiver or Purchaser in each of the following events (in addition to the other events
stipulated in these Terms and Conditions of Sale):
a. an Order being issued on or prior to the time of closing preventing the sale from
proceeding; or
b. the Assets subject to a sale are substantially destroyed or removed from the control
of the Receiver by any means or process; or
c. a redemption of the Assets subject to a sale by a party entitled thereto at law.
12.
The details of the Assets which are the subject matter of the invitation for offers are included
with these Terms and Conditions of Sale. The details have been prepared solely for the
convenience of prospective Purchasers and are not warranted to be complete or accurate and
are subject to the other qualifications referred to in Condition 6 above. The information
contained in the Receiver's Information Package has not been audited or reviewed in any
way and is subject to Condition 8 above.
13.
All offers shall be submitted on the Form of Offer which is attached to these Terms and
Conditions. Offers received by the undersigned that are not on the required Form of
Offer may be rejected by the Receiver.
14.
The Receiver will only consider en bloc offers for all of the lands and buildings which are
the subject matter of this Invitation for Offers. In the event the offeror wishes to direct an
offer en bloc for any combination of Parcels 1 through Parcel 4, the offeror must
designate separate offers for each of the Parcels.
15.
With respect to the purchase of Parcel 2 and Parcel 3, the Purchaser shall, if not the
Purchaser of Parcel 1, within 30 days of Vendor Acceptance, or such later date as may be
agreed to by the Vendor and after full payments has been received, at its own expense,
dismantle and remove the Purchased Property from its present location and shall restore the
current location and/or site to a neat and clean condition and the Purchaser shall repair and
be liable for any damages or claims whatsoever caused by, or in any way arising out of, such
dismantling and removal. The Vendor will not be responsible for any damages or costs
whatsoever which may arise if the Purchaser fails to remove such Purchased Property within
30 days of Vendor Acceptance.
16.
If any offer is accepted by the Receiver (acceptance shall be done so in writing, signed by
the Receiver), then the successful offeror (Purchaser) shall be notified in writing by the
Receiver of such acceptance within ten (10) business days of the acceptance thereof. Such
notice of acceptance shall be deemed to be properly given when deposited in the post office,
sent by fax, email, or personally delivered, as the case may be.
17.
The Purchaser shall pay, or be responsible for, in addition to the purchase price, all
applicable federal, provincial, and municipal taxes at closing, unless exemption certificates
are supplied. The terms and conditions in this paragraph shall not merge on the closing of
this transaction, but shall remain in full force and effect. Other adjustments at closing shall
include deposits made to the Receiver, as well as other like adjustments as the Receiver
deems appropriate. Real property taxes will be adjusted to date of closing.
18.
The balance of the purchase price shall be due and payable on closing, which closing shall
occur within thirty (30) business days of Approval of the sale by the Supreme Court of Nova
Scotia, or to such other date as may be mutually agreed between the Receiver and Purchaser.
19.
The sale shall be subject to the approval of the Supreme Court of Nova Scotia. Conveyance
of personal property will be by way of Receiver’s Bill of Sale and the conveyance of the real
property will be by way of Receiver’s Deed, with the Court’s approval, and all such
conveyances are without warranty of any kind.
20.
If the Purchaser fails to comply with the terms and conditions of the Agreement of Purchase
and Sale, the deposit and all other payments thereon shall be forfeited and the assets may be
sold and the deficiency, if any, by such resale, together with all charges attending to the
same or occasioned by such default, shall be paid forthwith by the defaulting Purchaser.
21.
The Receiver shall not be required to furnish or produce any abstracts, deeds, declarations,
or other documents as evidence of title except those in his possession. It is the responsibility
of the Purchaser to satisfy itself as to title and conditions at its own expense within ten (10)
business days of receipt of notice of acceptance of offer. All costs associated with the
Purchaser’s due diligence process are strictly for the account of the Purchaser. Without
limiting the generality of such due diligence costs, they would include all legal costs,
surveys, inspections, insurance.
22.
The Receiver (or its designate) shall remain in possession of the Assets until the purchase is
complete and title to the Assets shall not pass to the Purchaser nor shall it be entitled to
possession of same until the purchase price has been paid in full, unless otherwise agreed
between the parties.
23.
If, prior to the closing date, legal proceedings are either threatened or commenced by any
person against the Receiver or its principals concerning the security over the Assets, the
Agreement of Purchase and Sale, or the Assets to be purchased, the Receiver may elect, in
its sole discretion and upon notice to the Purchaser, to terminate the Agreement of Purchase
and Sale. In such case, the Agreement of Purchase and Sale shall be terminated, without
any liability or penalty whatsoever to the Receiver, and the deposit shall be forfeited to the
Receiver as liquidated damages.
24.
The obligation of the Receiver to perform the Agreement of Purchase and Sale is conditional
upon receipt of all necessary governmental or other approvals, waivers or releases as may be
required to enable the Receiver to comply with its obligations thereunder.
25.
All stipulations herein as to time shall be of the essence.
26.
The obligation of the Receiver to close the sale transaction is conditional upon obtaining the
consent of any secured creditor with an interest in the Assets as of the closing date. In the
event that the Receiver does not have such consent at the closing date, it may unilaterally
extend the closing date by up to 45 days or rescind the sale by notice in writing sent to the
Purchaser at the address noted in its offer or to the Purchaser’s solicitor by prepaid courier,
facsimile transmission or email. In the event that the Receiver terminates the Agreement
with the Purchaser pursuant to this clause, it shall promptly return the deposit. The
Purchaser shall only be entitled to a return of the deposit without interest and shall not be
entitled to any compensation of any kind or nature for any reason or for any loss, cost or
damage.
27.
Any notices, requests, demands, acceptances, elections, waivers or other communications
required or permitted to be given under this invitation (herein referred to as “Notice”) shall
be in writing and shall be deemed to be sufficiently given if personally delivered to an
officer of the Receiver or the Purchaser, faxed, emailed, or mailed by registered mail,
postage prepaid, to the address of the recipient noted below:
As to the Purchaser: at the address or fax number or email address set forth in its offer.
As to the Receiver:
BDO Canada Limited
Court Appointed Receiver of MacLeod Resources Limited
Suite 620, 1718 Argyle Street
Halifax, Nova Scotia B3J 3N6
Fax (902) 425-3777
Attention: Mr. Mark S. Rosen, LLB, FCIRP
Email: [email protected]
Any such Notice shall be deemed to be given on the date on which it was personally
delivered or telecopied or emailed and any Notice served by registered mail shall be deemed
to have been given on the fifth business day following the date on which it was mailed.
During the existence of any interpretation or threatened interruption in the Canadian Postal
Services, any Notice by the Receiver or Purchaser shall be personally delivered or faxed or
emailed.
If Notice is received after 5:00 p.m., ADT, on a business day, or on a Saturday, Sunday, or
statutory holiday, Notice shall be deemed to be delivered at 9:00 a.m., ADT, on the next
business day.
28.
It shall be the responsibility of the Purchaser, at the Purchaser’s own expense, to obtain any
and all government approvals necessary to utilize the Assets subject to an Agreement of
Purchase and Sale. In particular, and without limiting the foregoing, the Purchaser is
obligated to obtain all necessary approvals, licenses, permits, authorizations, permissions or
other items (collectively the “approvals”) whether required locally, provincially or federally
to use and enjoy any items being purchased and/or to carry on business with or from any
Asset being purchased and the obtaining of such approvals shall not, in any manner
whatsoever, be a precondition to completion of or limit the Purchaser’s obligation to
complete an Agreement of Purchase and Sale.
29.
Where the agreement includes or relates to land, the Purchaser shall accept title thereto
subject to:
(a) any registered restrictions or covenants that attach to the land, including any right of
way for passage or use;
(b) any registered municipal agreement and registered agreements with publicly regulated
utilities;
(c) any easements for the supply of domestic utility or telephone services
(d) any easement for drainage, storm or sanitary sewers, public utility lines, telephone lines,
cable television lines or other services which do not materially affect the present use of
land;
(e) overriding incidents as set out in the Land Registrations Act (Nova Scotia); and
(f) any oil and gas lease.
30.
By submitting an offer, the Purchaser acknowledges that the Purchaser has had an
opportunity to obtain independent advice including, without limitation, independent
business, accounting, technical, and legal advice prior to the execution and delivery of the
offer in respect of all issues including, without limitation, these Terms and Conditions of
Sale.
31.
The Receiver represents that it is now, and will be at the time of closing, a resident of
Canada within the interpretation of the Income Tax Act (Canada). Where the Receiver
deems appropriate and at the specific request of the Receiver, the Purchaser shall warrant
that it is, or is not, a non-eligible person as defined by the Investment Canada Act.
32.
The Receiver shall not be liable to any Broker who presents an offer in response to this
Invitation for Offers, for payment of any fee, commission, remuneration, expense, or any
other form of compensation claimed by the Broker. Brokers who present an offer to the
Receiver in response to this Invitation for Offers do so at the exclusive request of the
Purchaser under terms and conditions as negotiated between the Broker and the Purchaser.
33.
The validity and interpretation of the Agreement of Purchase and Sale will be governed by
the laws of the Province of Nova Scotia.
34.
The lands, buildings, equipment and inventory may be inspected at 645 MacLeod Road and
1454 Southside River Denys Road, River Denys, Nova Scotia. Arrangements for inspection
must be made, and detailed descriptions and Terms and Conditions of Sale must be obtained
by contacting either Mark Rosen, LLB, FCIRP or Jason Breeze, CIRP at BDO CANADA
LIMITED, Halifax, telephone (902) 425-3100, fax (902) 425-3777, or email at [email protected].
BDO CANADA LIMITED
Court Appointed Receiver of MacLeod Resources Limited
Suite 620, 1718 Argyle Street
Halifax, Nova Scotia B3J 3N6
Telephone (902) 425-3100
Fax (902) 425-3777
Email: [email protected]
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
5.
FORM OF OFFER
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
TO:
BDO CANADA LIMITED
Court Appointed Receiver of MacLeod Resources Limited
Suite 620, 1718 Argyle Street, Halifax, Nova Scotia B3J 3N6
Attention: Mark Rosen, LLB, FCIRP, Senior Vice-President
FORM OF OFFER
(Name of Offeror)
(Address)
(Phone Number)
(Fax Number)
(Email Address)
1. I (we) hereby submit this offer for the purchase of the assets of MacLeod Resources Limited
(“MRL”) as described in the Information Package provided to us by the Receiver.
Parcel 1
•
Real Property, including any buildings and structures thereon, an established
marble quarry, a marble deposit of 23.2 million tonnes with further reserves
estimated at 58.8 million tonnes, and merchantable forestry resources estimated at
11,700 tonnes, located in River Denys, Nova Scotia with PID #’s 50273549,
50299544, 50135599, 50309566, 50309558, 50135581, 50277532, 50135607, and
50135573.
•
Receiver’s interest, if any, in any licenses, intellectual property and any other
intangible property
Total For Parcel 1
$___________________
___________________________________________________________________________
Parcel 2
•
Inventory of quarried marble located above ground at 645 Macleod Road, River
Denys, Nova Scotia.
•
Marble dolphin statue
•
Inventory of quarried marble located above ground at Giani Trading Company,
Carrara, Italy
Total For Parcel 2
$___________________
___________________________________________________________________________
Parcel 3
•
Equipment and Machinery
Total For Parcel 3
$___________________
___________________________________________________________________________
Parcel 4
•
Real Property, including any buildings and structures thereon, located at 1454
Southside River Denys Road, River Denys, Nova Scotia with PID # 50119502.
Total For Parcel 4
$___________________
___________________________________________________________________________
Parcel 5
•
Parcels 1 to 3 Inclusive. En Bloc
Total For Parcel 5
$___________________
___________________________________________________________________________
2. Enclosed is my (our) certified cheque or draft payable to BDO Canada Limited in Trust in the
amount of $
, representing ten percent (15%) of the total amount of the
offer submitted herein.
3. I (we) offer to purchase these assets on the Terms and Conditions of Sale issued by the
Receiver and included in the Information Package.
DATED at
of
, in the province of
, this
, 2015.
PRINT NAME OF OFFEROR
Per:
(Signature)
day
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
6.
DETAILS OF ASSETS FOR SALE
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
PARCEL 1
REAL PROPERTY, INCLUDING ANY BUILDINGS AND STRUCTURES
THEREON, AND AN ESTABLISHED MARBLE QUARRY, LOCATED IN RIVER
DENYS, NOVA SCOTIA WITH PID #’S 50273549, 50299544, 50135599, 50309566,
50309558, 50135581, 50277532, 50135607, 50135573
MARBLE DEPOSIT OF 23.2 MILLION TONNES WITH FURTHER
RESERVES ESTIMATED AT 58.8 MILLION TONNES
MERCHANTABLE FORESTRY RESOURCES ESTIMATED AT 11,700 TONNES,
RECEIVER’S INTEREST, IF ANY, IN ANY LICENSES, INTELLECTUAL
PROPERTY AND ANY OTHER INTANGIBLE PROPERTY
REAL PROPERTY
PID #’S 50273549, 50299544, 50135599, 50309566, 50309558, 50135581, 50277532,
50135607, AND 50135573
The majority of the buildings and real property of MacLeod Resources Limited consist of 9
parcels with a combined area of approximately 474 acres located at:
•
•
•
645 MacLeod Road, River Denys, Nova Scotia – Quarry location.
Marble Mountain Road, River Denys, Nova Scotia.
Lime Hill Road, River Denys, Nova Scotia.
The real property contains a hill-top marble quarry with three well established levels and
faces, a series of interconnected freshwater ponds that create a gravity fed water supply, a
completed Level 1 Environmental Impact Assessment and valid Industrial Activities permit.
The land parcels completely enclose the existing quarry which has no adjacent land owner
issues. The marble deposit is known to contain approximately 23.2 million tonnes of pink,
red, and light grey material and grey, white, and grey-green material, with an estimated value
of $475 million. Further marble reserves on the property of MRL are estimated at 58.8
million tonnes. Exploration of the marble deposit through drilling began in 1963 by the Nova
Scotia Department of Mines. Further drilling was conducted between 1987 and 1992 by
Aurion Minerals Limited, by the Nova Scotia Department of Natural Resources between 2001
and 2001, and by later MRL.
In addition to the marble deposit, the real property also contains forestry resources of
fuelwood, veneer, sawlogs, and softwood totaling approximately 16,600 tonnes, with an
estimated merchantable yield of 11,700 tonnes and estimated value of $126,000.
Further information regarding the real property and marble deposit of MacLeod Resources
Limited is contained in a sales package available on the Receiver’s website at
http://extranets.bdo.ca/mrl/
A detailed forestry report is available from the Receiver upon the requesting party providing
the Receiver with its signed non-disclosure agreement.
Property Online Map
D ate: Apr 2, 2015
PID :
50273549
O w ner: M AC LEO D RESO U RCES LIM ITED AAN : 09346562
County:
IN VERN ESS CO U N TY
Address: LIM E H ILL RO AD
RIVER D EN YS
LR Status: LAN D REG ISTRATIO N
Value: $8,100 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50299544
O w ner: M AC LEO D RESO U RCES LIM ITED AAN : 09957960
County:
IN VERN ESS CO U N TY
Address: LIM E H ILL RO AD
RIVER D EN YS
LR Status: LAN D REG ISTRATIO N
Value: $6,700 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50309558
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 10247918
County:
IN VERN ESS
CO U N TY
Address: LIM E H ILL RO AD
RIVER D EN YS
LR Status: LAN D
REG ISTRATIO N
Value: $14,400 (2015 CO M M ERCIAL
TAXABLE)
$1,400 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50277532
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 09613862
County:
IN VERN ESS
CO U N TY
Address: 645 M ACLEO D RO AD
SO U TH SID E RIVER D EN YS
LR Status: LAN D
REG ISTRATIO N
Value: $62,400 (2015 CO M M ERCIAL
TAXABLE)
$1,600 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50309566
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 10247926
County:
IN VERN ESS
CO U N TY
Address: LIM E H ILL RO AD
RIVER D EN YS
LR Status: LAN D
REG ISTRATIO N
Value: $14,400 (2015 CO M M ERCIAL
TAXABLE)
$200 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50135573
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 09613625
County:
IN VERN ESS
CO U N TY
Address: LIM E H ILL RO AD
RIVER D EN YS
LR Status: LAN D
REG ISTRATIO N
Value: $14,400 (2015 CO M M ERCIAL
TAXABLE)
$3,100 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50135581
O w ner: M AC LEO D RESO U RCES LIM ITED AAN : 02645882
County:
IN VERN ESS CO U N TY
Address: M ARBLE M O U N TAIN RD N
RIVER D EN YS
LR Status: LAN D REG ISTRATIO N
Value: $6,500 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50135599
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 09242015
County:
IN VERN ESS
CO U N TY
Address: M ACLEO D RO AD
RIVER D EN YS
LR Status: LAN D
REG ISTRATIO N
Value: $15,000 (2015 CO M M ERCIAL
TAXABLE)
$29,100 (2015 RESO U RCE
TAXABLE)
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID :
50135607
O w ner: M ACLEO D RESO U RCES LIM ITED AAN : 02895188
County:
IN VERN ESS CO U N TY
Address: RIVER D EN YS RD S
RIVER D EN YS
LR Status: LAN D REG ISTRATIO N
Value: $22,500 (2015 RESO U RC E
TAXABLE)
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
RECEIVER’S INTEREST, IF ANY, IN ANY LICENSES, INTELLECTUAL
PROPERTY AND ANY OTHER INTANGIBLE PROPERTY
•
•
•
•
•
Copyrights
Patents
Permits
Trade Names
Trademarks
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
PARCEL 2
INVENTORY OF QUARRIED MARBLE LOCATED ABOVE GROUND AT 645
MACLEOD ROAD, RIVER DENYS, NOVA SCOTIA
MARBLE DOLPHIN STATUE
INVENTORY OF QUARRIED MARBLE LOCATED ABOVE GROUND IN ITALY
INVENTORY OF QUARRIED MARBLE LOCATED ABOVE GROUND AT 645
MACLEOD ROAD, RIVER DENYS, NOVA SCOTIA
•
Approximately 2,300 tonnes of rough marble blocks with an estimated value of
$575,000
•
Approximately 4,350 tonnes of dressed marble blocks with an estimated value of
$1,600,000
•
Approximately 13,700 square feet of marble slabs with an estimated value of $150,000
•
Approximately 39,000 tonnes of armour stone with an estimated value of $310,000.
•
Approximately 70,000 tonnes of quarried rough stone with an estimated value of
$700,000.
•
MARBLE DOLPHIN STATUE
INVENTORY OF QUARRIED MARBLE LOCATED ABOVE GROUND IN ITALY
•
Approximately 120 tonnes of dressed marble blocks with an estimated value of
$55,000
•
Approximately 2,100 square feet of marble slabs with an estimated value of $21,000
•
Approximately 81 marble slabs of various dimensions.
Examples of Finished Product
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
PARCEL 3
EQUIPMENT AND MACHINERY
EQUIPMENT AND MACHINERY
1.
2.
3.
4.
5.
6.
7.
8.
9.
10.
11.
12.
13.
14.
15.
16.
17.
18.
19.
20.
21.
22.
23.
24.
(1) Atlas Copco Generator – Model Q1X142DD
(1) Atlas Copco Generator – Model QAS108JD
(2) Marini Generator – Model YD7746
(1) Marini Generator – Model DK51278
(1) Atlas Copco Air Compressor – Model XAS186JDT2
(1) Atlas Copco Air Compressor – Model 1XAS175JD
(1) Marini Wire Saw – 50hp with Perkins 88 Generator
(3) Marini Wire Saw – (2) Mar Fil Standard, (1) Mini Fil Super M
(2) Overhead Crane Winches
(1) Down the hole hammer drill, trailer and accessories.
(1) Propane Heating System
(1) Pelligrini Teledian TD-65 Super Quarry Wire Saw
(1) Pelligrini Diamant F/L DF 2000 Top Stationary Saw
(1) Thiault Plisher T500 Machine and Polish centre
(1) Viper 1500 Diamond Wire Saw
(1) Kubota RTV 900 utility vehicle
(1) Mantello MT2 Radial Arm Polisher
(1) Mantello B2 Bridge Saw B5-SSGT
(1) Marini Drill
(1) Thibault Profile Machine (CNC) Model T108S
(1) Manitou Forklift (10,000 lb)
(3) Shipping Containers
(1) Excavator Ripper Tooth
(1) Excavator Rock Bucket
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
PARCEL 4
REAL PROPERTY, INCLUDING ANY BUILDINGS AND STRUCTURES THEREON
LOCATED AT 1454 SOUTHSIDE RIVER DENYS ROAD, RIVER DENYS, NOVA
SCOTIA WITH PID 50119502
1454 SOUTHSIDE RIVER DENYS ROAD, RIVER DENYS, NOVA SCOTIA
The former office location of MRL is located at 1454 Southside River Denys Road, River
Denys, Nova Scotia and consists of a house on approximately 26,600 square feet (0.6 acres)
of property, identified as PID 50119502.
Property Online Map
D ate: Apr 2, 2015
PID :
50119502
O w ner: M ACLEO D RESO U RC ES LIM ITED
AAN : 02847833
County:
IN VERN ESS
CO U N TY
Address: 1454 SO U TH SID E RIVER D EN YS
RO AD
SO U TH SID E RIVER D EN YS
Value: $45,600 (2015 RESID EN TIAL
TAXABLE)
$27,900 (2015 CO M M ERCIAL
TAXABLE)
LR Status: LAN D
REG ISTRATIO N
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
Property Online Map
D ate: Apr 2, 2015
PID 50119502
Other properties
of MacLeod
Resources Limited
PID :
50119502
O w ner: M ACLEO D RESO U RC ES LIM ITED
AAN : 02847833
County:
IN VERN ESS
CO U N TY
Address: 1454 SO U TH SID E RIVER D EN YS
RO AD
SO U TH SID E RIVER D EN YS
Value: $45,600 (2015 RESID EN TIAL
TAXABLE)
$27,900 (2015 CO M M ERCIAL
TAXABLE)
LR Status: LAN D
REG ISTRATIO N
e
Property Online version 2.0
This page and allcontents are copyright © 1999-2003,G overnm ent of N ova Scotia, allrights reserved.
INVITATION FOR OFFERS TO PURCHASE
THE ASSETS OF
MACLEOD RESOURCES LIMITED IN RECEIVERSHIP
PARCEL 5
PARCELS 1 TO 4 INCLUSIVE. EN BLOC.